Avengers of SHIELD Episode 1
by FireBuff51
Summary: While the future of SHIELD is in doubt, a proposed Avengers/Justice League merger goes forward. Meanwhile, members of Agent Coulson's team find themselves surrounded in a secret AIM base, presenting Coulson with a dilemma of his own. Set in the DC/Marvel Unlimited shared universe.


**Avengers of SHIELD**

 **EPISODE 1**

 _This series combines elements of various canons, creates new canon and is not meant to reflect any current continuity found in comics, movies, or other media._

" _ **Retreat Isn't an Option"**_

"SHIELD is literally hanging by a thread, Mr. Stark..."

"Well not, _literally._ I think the word that you're searching for Senator, is _figuratively. Figuratively_ hanging by athread."

Senator Elwood Haskins leveled his gaze at Tony Stark over his half-glasses amid the flashes of news cameras in the crowded Senate gallery. The old southerner was not a fan of the man seated at the table before the panel.

Tony Stark sipped from a glass of water as he sat before a bouquet of microphones. It was apparent to even casual observers that the billionaire wasn't exactly hating all of the attention being afforded him at the moment.

The senator slipped off his glasses.

"Mr. Stark, I'll cut to the chase. Why do you think that you're uniquely suited to convince us that SHIELD should not be dissolved?"

"Ah. Suited. I see what ya did there. Because of the armored..."

Haskins narrowed his eyes at him.

"Right," Tony cleared his throat. "Senator...ladies and gentlemen of the committee, I think that I've got a better understanding than pretty much anyone else of the unique challenges that face the agency. I've worn the Iron Man armor for a long time now. I've seen things that you wouldn't believe if I told you. I've actually battled aliens. The battle of New York, remember that? If it weren't for SHIELD and Director Fury's Avengers Initiative, we might not have succeeded in defeating the Chitauri invasion. In the ensuing years, we've seen all sorts of metahumans step from the shadows and SHIELD has dutifully kept watch, ensuring proper oversight, which is why I, along with my fellow Avengers, support Director Fury's Avengers/Justice League merger, both teams united under the SHIELD umbrella..."

"About that," the Senator interrupted. "Batman refused to join the Avengers, didn't he?"

Tony paused.

"Yes, Senator."

"Why is that? Batman is well respected in the superhero community, him not supporting the merger speaks volumes to me."

Tony took another sip of water.

"Look, I can't speak for Batman. I mean, yeah, he's a great guy, he's kept Gotham safe...well I mean, relatively speaking. It _is_ Gotham, how safe can it ever really be if we're being honest? I just...uh...I guess he's not much of a team player. Something of a lone wolf...lone _bat_. Whatever." Tony adjusted his red silk tie. "Look, I've seen what SHIELD can be when it's run properly and fully funded. SHIELD was handling extraordinary threats and keeping the world safe long before the Avengers or the Justice League were ever formed. SHIELD was that line that protected us from the monsters of this world, and I mean _literal_ monsters. The truth of the matter is, superheroes will come and go, but we need an organization that we can count on; dedicated people whose sole mission is to keep others safe from these threats. One of the finest men that I've ever known was a SHIELD agent. His name was Phil Coulson. He didn't have any powers, any armor, yet he wasn't afraid to put himself in danger...to _sacrifice his life_ to protect others. He wasn't afraid to stand up to a god. An actual god, and there are hundreds of other agents in the organization just like him. We owe it to him and them to restore this agency to what it once was. Senators, simply put, the word needs SHIELD."

The gallery was silent for several seconds, save for the whirring and clicks of the reporters' various cameras and recording devices.

"Mr. Stark, the committee thanks you for your testimony," the Senator finally said as he slipped his glasses back on. "We will now take a recess and reconvene in one hour, at which time, we will hear testimony from Colonel Steve Trevor."

Tony made his way through the Senate chambers and stepped out into the hallway.

"Great job, Boss!", his driver and bodyguard Happy Hogan said as he handed him a cup of coffee. "Knocked 'em dead."

"Not exactly the words I would've used," said a familiar voice from behind. "But you were effective."

Tony turned to see Steve Rogers standing before him in a dark blue suit with a loosened tie.

"Cap," Tony shook his hand. "What was wrong with it?"

"Well, Batman's not gonna be happy."

"Is he ever?" Tony shrugged. "I'm sorry that I missed you this morning, but your testimony..."

"Wasn't what you wanted to hear?"

"You were honest, like I figured you would be, you pathological truth teller, but you didn't hurt the cause, either. Your words carry a lot of weight, Rogers."

Steve folded his arms.

"I still have reservations about SHIELD after all that it's been through in recent

years. I had to speak my mind on that. I also think that outside of us, it's the best protection this world has. Like you said, we won't always be here."

"Says the hundred year old perfect specimen of human potential."

Steve slipped his hands into his pockets.

"What you said, about Phil. You were right. He was a good man. I hope we make him proud. Wherever he is." 

XXXXXX

Phil Coulson locked his prosthetic left hand into place and flexed its fingers as he stepped into Zephyr One's command center.

"Somebody give me a sitrep."

"They're about to make contact," answered Melinda May, standing with arms crossed before a large flat screen monitor displaying multiple video feeds from all over the world. "Watching the testimony?"

"Maybe," he replied, staring at the monitor.

"How's it look? Should I update my resume`?"

"I don't think we're done yet. Cap and Tony were both pretty persuasive. Comms are online," he tapped a screen on the console."Zephyr One to Mockingbird. What's the situation down there?"

The sound of scuffling and muffled shouts filled the cabin.

"Mockingbird, come in. Do you copy?"

" _Sorry, Sir_ ," Bobbi Morse replied. " _Things went a bit sideways. We could use some help down here!_ "

"Sideways?" asked May. "Sideways how? This was a simple surveillance mission." 

" _Tell that to my partner!_ "

"Hang on," Coulson replied. "Help's on the way."

XXXXXX

Queens, NY.

"I'm just saying, you could have discussed it with me before you went charging in," Bobbi explained as she struck the jaw of an attacking AIM scientist with the baton in her right hand. She dodged a swing from another assailant, then using the baton in her left, cracked him aside the head, dropping him.

Dick Grayson socked a scientist with a left cross, knocking the man in yellow back several feet.

"What did you want me to do? They were about to drill that little girl in the head!"

They were surrounded by hostile scientists in a secret lab operated by Advanced Idea Mechanics. No matter where the two SHIELD agents turned, they were met by a charging attacker in a yellow containment suit.

"I mean, I get it." Bobbi punched a scientist. "Some indication would've been helpful, that's all I'm saying."

One of the men attacked from behind throwing an arm tightly around Grayson's throat.

"Can we please not discuss this right now?" he called through clenched teeth.

He slammed his head backwards into the attacker's chin, forcing him to loosen his grip. He elbowed him in the stomach and broke free of his grasp, then ducked and spun in one quick movement, snapping the man's head back with an uppercut. When he stumbled forward, Grayson shot him.

An assailant two heads taller than Bobbi charged her and threw her into a wall, forcing her to drop her batons. He then slammed her onto one of the lab tables, sending several beakers and test tubes crashing to the floor.

"Mockingbird? You okay?" Grayson called over his shoulder, kicking one of the men in the chest and sending him tumbling into his comrades.

Bobbi slapped the table, searching for something to use as a weapon, trying desperately to stop the goon on top of her from choking her out completely.

"I'm...freakin'...perfect!"

Her fingers seized on a metal clipboard. She repeatedly slapped the big man's head with it, to little effect.

"Seriously?" the assailant sighed, knocking the clipboard away with all the ease of a gorilla swatting a gnat.

With only one hand holding her down now, Bobbi used the opportunity to throw a punch. She connected with her left fist, stunning the scientist momentarily. She then kneed her attacker between his legs and the big man collapsed.

"Sorry, pal," she rubbed her throat. "I'm usually not one to play dirty like that, but...ah to hell with it."

She kicked him in the balls once more, just for good measure.

Bobbi recovered her weapons then stepped over two unconscious scientists and ducked a punch from a third, before knocking him out with a well placed baton strike.

"I've got the rest of them! You get the girl!"

Grayson shot another charging agent, then raced across the lab to where a young, dark-haired girl about eight or nine years old lay unconscious on a steel exam table.

"Come on, wake up, sweetie," he said urgently as he shook the girl. "We have to go!"

The girl slowly opened her eyes and sat up.

"Who are you?" she asked plainly.

"I'll tell you later," he said as he picked her up. "But right now, we have to get you out of here."

"I cannot go. Please put me down."

Bobbi dispatched another goon with a baton strike.

"What's the hold up?" she asked, replacing both sticks into the sheaths on her back. "We need to go before more of them show up!"

"The kid doesn't want to go!"

"Really? Jesus, she's like forty pounds! Just throw her on your shoulder and lets go!"

"I am not a child," said the girl. She grabbed Grayson's throat and began to squeeze with the force of a grown man. "Release me now."

"Oh...come...on!" he choked.

Another yellow wave of scientists descended the stairs while a second charged down a hallway at the far side of the lab.

"Oh you gotta be kiddin' me," Bobbi sighed wearily.

She drew her batons and extended them with a whipping motion of each hand.

The ground shook suddenly. The advancing henchmen stopped and looked at each other.

"What was that?" asked one of the scientists.

"Hell if I know," another answered, his voice muffled by his mask.

Again the ground trembled, this time even harder.

"I mean, do they even have earthquakes in New York?" asked a third goon.

The wall on the west side of the lab exploded, throwing everyone to the floor.

The little girl released her grip on Grayson's neck as she went flying.

Rays of sunshine shone through the hole in the wall, illuminating the dancing particles of dust in the air. A lone figure stepped through the opening, a young woman dressed in black, wearing gauntlets on each wrist.

"Daisy!" Bobbi smiled as she stood. "Right on time."

"Sorry," Daisy Johnson smiled. "We would've been here sooner, but parking was a bitch."

Several of the AIM scientists scrambled to their feet and charged forward. Daisy raised her hands and blasted them backwards with concentrated shockwaves.

"Come on, kids," she pointed at the opening. "I've got a Quinjet waiting."

"Wait, what about the girl?" asked Bobbi.

Grayson scratched the back of his head as he stared down at the child's twitching form. Her head listed to the right and her left eyeball dangled from its socket, suspended by sparking red and blue wires.

"I guess she was right," he sighed. "She wasn't a child."

"AIM has LMD's?" Daisy asked incredulously.

Bobbi looked at the girl and then back at Daisy.

"What are LMD's?"

"I'll explain later. Let's go."

Grayson stepped over a pile of scientists as he followed them outside. A Quinjet sat in the street with its cargo hold open. Coulson and May stood on the ramp along with "Mack" Mackenzie, his infamous shotgun axe resting on his shoulder.

"What the hell happened?" asked May. "This was supposed to be reconnaissance only."

Grayson shook his head as he approached the jet.

"They were about to drill a little girl in the head."

"Yeah, which turned out to be a robot," Bobbi groused.

"How was I supposed to-"

The ground shook once, then twice.

Coulson drew his pistol.

"Oh, that can't be good."

Mack lifted his shotgun.

"What was in that place?"

Bobbi shrugged.

"Outside of the lab, we didn't get much of a look."

The far corner of the industrial building erupted, showering the street with bricks and dust.

A twenty foot tall robot stomped from the structure. Its chrome body was oblong shaped, with long, tentacle-like legs that made it resemble something from a 1950's sci-fi movie.

Two chain guns emerged from the top of the machine. Daisy ran forward and blasted it with a shockwave, throwing it backwards.

The ground shook again. A second robot stepped from the opening, just as the first one righted itself. The doors of the dilapidated buildings on either side of the block opened and more yellow suited AIM agents charged into the street.

Grayson slid a new clip into his gun.

"What's the plan, Sir?"

"Retreat isn't an option," said Coulson. "We need to contain this. May, call in the cavalry. _The big guns_. We'll hold 'em back until they get here."

"Are you sure?" asked May.

A glowing blue energy shield projected from the back of his left hand.

"What choice do we have?"

He charged into the fracas along with the rest of his team. May tapped her earpiece.

"This is Agent May, send any available SHIELD agents to my coordinates...and activate the Avengers."

Daisy raised her hands and quaked the air in front of her, scattering multiple AIM agents.

Mack fired his shotgun at an oncoming machine gun wielding scientist as Grayson stood behind him firing at the attackers who approached from the rear.

One of the robots strafed the ground with its double chain guns, concentrating fire on the Quinjet until it exploded, sending a small mushroom cloud into the morning sky.

Daisy blasted the robot, sending it crashing into the first one. Both machines hit the ground, then, almost instantly, returned to their feet.

The robots and hordes of AIM members advanced on the SHIELD agents, pushing them further down the street, directly towards the more densely populated end of the block.

"May?! What's the ETA on our backup?" Mack called, slamming the butt of his shotgun into the skull of an attacker.

"They're on their way!" May replied, dropping another agent with a kick to the chest.

A third robot emerged from the building and fired a missile at them. Daisy threw up her hands and attempted to deflect it by quaking the air in front of her. The screaming projectile was too fast and she succeeded in only slightly altering its course.

It crashed into the ground several feet away and the resulting shockwave sent her flying where she impacted violently with a parked van and fell to the street motionless.

"Daisy!" Coulson raced towards the downed agent when one of the robots' feet landed in front of him, blocking his path.

He slammed his energy shield against its foot with no affect. The bot focused its attention on him, aiming its chain guns downward.

With AIM agents advancing from every direction, Coulson dropped into a crouch behind his shield.

"Gotta say, this is not how I envisioned my day when I got up this morning."

Just as the guns were about to fire, Coulson was swept into the air, only to find himself deposited safely onto a nearby sidewalk seconds later.

Spider-Man brushed dust from the agent's shoulder.

"You okay, chief? That shield is sick, by the way!"

"I'll let you play with it if you can stop that giant Erector Set from stomping on my agent."

"Right! What's an _Erector Set_? You know what, never mind. I'll wing it."

He fired off a webline from his left wrist and then swung high into the air, landing in front of the giant robot that loomed over Daisy's motionless form.

"It's that spider guy!" shouted an advancing enemy agent.

"Spider- _Man_!" the young hero snapped, blasting the agent with lines from both web shooters, wrapping the man in a virtual cocoon. "Why can't people get that right? It's not that-"

His spider sense buzzed, alerting him to the robot's rapidly descending left foot that was about to flatten him. He turned and caught the foot with both hands, bracing his feet against the pavement. With one hard shove, he toppled the machine, sending it crashing to the ground and scattering the AIM agents like roaches.

Spider-Man turned his attention to Daisy who was now awake and glaring up at him. She raised her hands as if to quake him. He threw his hands in the air.

"Hey! Whoa! I'm not sure what you're about to do, but I'm a good guy! See?" he patted his chest. "Would a bad guy dress like this? Your boss sent me to help you."

Daisy climbed to her feet.

"I thought Coulson called in the Avengers, not some...some... _guy_."

"First, thanks for not calling me a kid, and second...THE AVENGERS ARE COMING? Seriously?!"

Daisy lifted her eyes.

"They're here."

A glint of metal in the sky heralded the arrival of Wonder Woman as she dropped from above and landed on top of the second robot. She plunged her sword through its dome, releasing a shower of blue sparks. She withdrew the sword and then launched herself into the air as the smoking machine stuttered, then collapsed.

She landed on top of the first robot, where she repeated her actions, gutting it with her sword, before it could stand again.

"Oh man! That is the coolest thing I've ever seen!" Spider-Man howled before spinning and webbing a gang of AIM scientists together.

"Fanboy much?" Daisy mumbled as she pushed past him.

Wonder Woman sheathed her sword behind her as she stepped down from the wreckage. She nodded to Spider-Man.

"Thank you for your help, my young friend, but The Avengers are here now. You may take your leave."

"I get the feeling that wasn't a suggestion..."

"It was not."

He stared at the ground and sighed.

"This is my neighborhood, and I was just trying to be friendly, but...okay. Nice meeting you, Ms. Wonder...Woman...Wonder Woman...okay yeah, I'll go."

He leaped into the air, used the top of a light post for a springboard, then swung off into the sun.

A clap of thunder announced the arrival of Thor, who swung his fabled hammer Mjolnir above his head before slamming it into the ground as he landed, emitting a cascade of lightning bolts which struck the majority of the AIM agents, rendering them incapacitated.

He non-chalantly twirled the hammer before noticing the surprised expressions on the faces of Mack, Bobbi and Grayson.

"Oh, not to worry. I only stunned them," he winked. "I didn't fry them or anything. I'm not a monster."

He nervously scanned the downed agents then sighed in relief as one of them moaned.

"Ah. See? Just stunned."

Supergirl swooped down from above and punched the third robot with an uppercut. It flew backward in a high arc, before crashing onto several empty cars in a nearby parking lot.

The bot lurched to its feet and activated its chain guns. Supergirl hovered in mid-air as the barrage of bullets bounced off of her chest. She focused the twin beams of her heat vision on the robot's dome until the metal grew red hot. The machine finally exploded, its melted, smoking husk listed to the left before collapsing.

Several black SUV's appeared from all directions. Another Quinjet descended from the south and landed at the far end of the street.

"Well, that was fun," Grayson holstered his weapon as he rejoined the rest of Coulson's team.

"Is everyone all right?" asked Wonder Woman, approaching.

"Yes, thanks for the help," said Coulson as the newly arrived agents rushed past to round up the prisoners.

"You fought well," she said, glancing up as Iron Man flew past. "Please excuse me."

"Are you ready for this?" May asked Coulson, stepping in front of him. "We can sneak you into one of these SUV's."

Coulson grinned slightly and shook his head.

"No," he rested a hand on her shoulder. "It's time."

"I must admit, that was quite impressive, Kryptonian," Thor said as he approached Supergirl. "Do you ever use your burning eyes to sear meat? Because I would."

"Only when my microwave's on the fritz," she replied. "I liked the lightning hammer thing. I mean, seemed a bit extra, but..."

"I know! Impressive isn't it?"

Iron Man landed before them. His helmet faded away.

"Where's the rest of the band, Diana?"

Wonder Woman rested her hands on her hips.

"As acting field general-"

He held up a finger.

" _Team leader_."

" _Team leader_. I made the decision not to engage all of the Avengers as our numbers are small at the moment and the rest of the team may be needed elsewhere."

"So just send in the big, strong, flying people. Okay. I agree. Good call."

He opened his mouth to make an off-handed joke about Thor's hair, when he paused, locking eyes with Coulson who offered a small wave.

"What...what is this?" he pushed past Thor. "Phil?"

Thor turned and dropped his hammer, which left a small crater in the street.

"Son of Coul? He lives?"

Coulson smiled.

"Hi, Tony."

"What the hell?" he turned to May. "Is this...some...some kind of hologram or...or..."

Coulson stepped closer.

"It's really me, Tony."

Tony tapped his chest plate and the Iron Man armor dissolved to reveal the dress shirt and slacks that he had worn to the hearing.

"But...you...you're dead. You _died_. Loki...he..."

Coulson shrugged.

"I got better."

Tony poked Coulson's shoulder once, just to rule out a hologram. He then wrapped his arms around him tightly.

"You're not a robot either, are you?"

"Nope, not a robot," Coulson replied as he nodded over Tony's shoulder to Thor. "Hey, Thor."

Thor stepped closer and cocked his head to one side.

"What sorcerer's dark magic is this?"

"SHIELD's, actually," Coulson sighed, able to breathe again freely as Tony released him. "It's a long story. Sif knows. I swore her to secrecy, though."

"Ah," Thor stepped forward. "Then I shall have a talk with my favorite shield maiden. But for now..."

He scooped Coulson into a bear hug and swung him around.

"Welcome back to the land of the living my dear friend! Congratulations on escaping the eternal judgment that one day awaits us all!"

"Yeah, thanks."

Wonder Woman glanced over at Supergirl.

"Why are you crying? You don't even know these people."

"I don't know," she wiped her eyes with the bottoms of her sleeves. "Shut up. Leave me alone."

Wonder Woman chuckled and wrapped an arm around her.

Tony gestured to them as he cleared his throat.

"Phil, this is Wonder Woman and Supergirl, they're a couple of the new Avengers. Ladies, this is my good friend Phil Coulson, who used to be dead."

 _ **To Be Continued**_

 **Epilogue**

Spider-Man crouched on the roof of the old warehouse just down the street from the battle scene. He quickly pulled the digital camera from his backpack.

"First mission of the new Avengers," he mumbled to himself. "Jameson's definitely gonna shell out some bucks for this."

Using the telephoto lens, he zoomed in on Iron Man as he landed and snapped several shots before focusing his attention on Wonder Woman, capturing her image as well.

The roof access door creaked opened and an elderly security guard with gray hair, a mustache and tinted glasses ambled outside.

"Hey you!" he pointed a shaky finger at Spider-Man. "You're trespassing! Off the roof!"

Spidey tucked his camera into his backpack and slung the bag over his shoulder.

"Uh, sorry, sir. I just, uh...was doing some surveillance, keeping the neighborhood safe, because as you can see...I'm-"

The guard shook his head.

"You're one of those superhero types. Yeah, yeah. Off the roof, kid."

"..Spider..."

The old man turned his back as he waved dismissively.

"Nuff said."

Spider-Man dejectedly leapt from the roof and swung off down the street.

 **End**


End file.
